Notes to Accounts of Innovators Facade Systems Ltd.

Mar 31, 2025

P Provisions and Contingent Liabilities:

i) Provisions are recognized in terms of Accounting
Standard 29- "Provisions, Contingent Liabilities and
Contingent Assets when there is a present legal or
statutory obligation as a result of past events where it
is probable that there will be outflow of resources to
settle the obligation and when a reliable estimate of
the amount of the obligation can be made.

ii) Contingent Liabilities are recognized only when there
is a possible obligation arising from past events due
to occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the company or where reliable estimate of the
obligation cannot be made. Obligations are assessed
on an ongoing basis and only those having a largely
probable outflow of resources are provided for.

iii) Contingent Liabilities are disclosed by way of notes.

Q Impairment of Assets:

An asset is treated as impaired when the carrying cost
of asset exceeds its recoverable value. An impairment
loss is charged to the Statement of Profit and Loss in
the year in which an asset is identified as impaired. The
impairment loss recognised in prior accounting period
is reversed if there has been a change in the estimate
of recoverable amount.

Note 30A : Bank Guarantee amounting to t 7,670.13 lakhs (PY t 5,948.03 lakhs)

Note 31 : Capital Commitments

Capital Commitments ( Net off advances ) is Amounting to t 14.48 lakhs (PY t 42.79 lakhs)

Note 32 : Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least
2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR)
activities. A CSR committee has been formed by the company as per the Act. Following are the disclsures in respect of
CSR expenditure by the Company :

(B) Disclosures in respect of finance leases are given as follows:

In accordance with Accounting Standard - 19 : Leases, the assets acquired on finance lease are capitalized in the
books of accounts and the liability is recognized for an equivalent amount. Consequently depreciation is provided
on such leases. Lease rentals paid are allocated to the liability account and the interest is charged to the profit and
loss account.

Provident Fund

The Company participates in Provident fund as defined contribution plans on behalf of relevant personnel. Any
expense recognised in relation to provident fund represents the value of contributions payable during the period by
the Company at rates specified by the rules of provident fund.

In accordance with the Employee''s Provident Fund and Miscellaneous Provisions Act, 1952, eligible employees of
the Company are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both
employees and the Company make monthly contributions at a specified percentage of the covered employees''
salary. The contributions, as specified under the law, are made to the provident fund administered and managed by
Government of India (GOI). The Company has no further obligations under the fund managed by the GOI beyond
its monthly contributions which are charged to the statement of Profit and Loss in the period they are incurred. The
benefits are paid to employees on their retirement or resignation from the Company

Contribution to defined contribution plans, recognised in the statement of profit and loss for the year under employee
benefits expense, are as under:

Gratuity (Unfunded)

The Company has an obligation towards gratuity, a unfunded defined benefit retirement plan covering all employees.
The plan provides for lump sum payment to vested employees at retirement or at death while in employment or on
termination of the employment of an amount equivalent to 15 days salary as applicable, payable for each completed
year of service, Vesting occurs upon completion of five years of service, The Company accounts for the liability for
gratuity benefits payable in the future based on an actuarial valuation,

The most recent actuarial valuation of the present value of the defined benefit obligation was carried out for the
year ended March 31, 2025 by an independent actuary, The present value of obligation is determined based on
actuarial valuation using the Projected Unit Credit Method, which recognizes each period of service as giving rise to
additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation,

in accordance with the requirements of Accounting Standard 17 Segment Reporting , the Company is mainly engaged
in the business of "design, engineering, fabrication, supply and installation of facade systems” and all other activities
of the company revolve around the main business and as such, there are no separate reportable segments that require
reporting under Accounting Standard 17 on "Segment Reporting”.

* Since the Company does not have any investments other than investmenst in wholly owned subsidiary companies (unlisted), the ratio or
return on investments is not calculated.

(e) Reconciliation of Quarterly Returns submitted to Banks :

The Company has availed credit facilities from various bank against security of its current assets. The Company has
filed all returns regularly. There has been no material differences and the the amount as per books of account are in
agreement with amount as reported in quarterly returns.

(f) The Company did not have any transactions with Companies which are struck off.

(g) The Company has not made any delay in Registration of Charges under the Companies Act, 2013.

(h) The Company does not own benami properties. Further, there are no proceedings which have been initiated or are
pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act,
1988 (45 of 1988) and rules made thereunder.

(i) The Company has not traded or invested in Crypto currency or Virtual Currency during reporting period.

(j) There were no Scheme of Arrangements entered by the Company during each reporting period, which required
approval from the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

(k) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (intermediaries) with the understanding that the intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(l) The Company has not been declared as wilful defaulter by any bank or financial institution or any other lender.

Note 38 : Disclosure with regards to section 186 of the Companies Act, 2013

(a) THe company Has not granted loan or provided any guarantee or security to any body corporate under Section 186
of tHe Companies Act, 2013.

(b) For tHe purpose of disclsure w.r.t. investments made by tHe Company - Refer Note 13 above

Note 39 : Disclosures under Accounting Standard - 7

THe Company is recognising revenue on contracts on percentage of completion metHod due to revision of mandatory
Accounting Standard 7 "Construction Contracts”. Disclosure required in accordance witn tHe said Accounting Standard
in respect of contracts in progress as on reporting date are as follows:

Note 40 : Previous year figures Have been re-grouped/ re-classified and or re-arranged wHerever considered
necessary to confirm Current period''s figures.

See significant accounting policies and notes to tHe financial statements 1 to 40
in terms of our report of even date For and on beHalf of tHe Board of Directors of

For DMKH & Co. Innovators Facade Systems Limited

CHartered Accountants
Firm Registration No. 116886W

Manish Kankani Radheshyam Sharma Raman Sharma Rohit Sharma

Partner Managing Director WHole Time Director CHief Executive Officer

Membership No. 158020 DIN: 00340865 DIN: 01484372

Vedashri Chaudhari Priti Sharma

Company Secretary CHief Financial

Mem No. A55742 Officer

Place: Mumbai Place: THane

Date: 30tn May, 2025 Date: 30tn May, 2025

---

Mar 31, 2024

b. Terms & conditions

The Company has only one class of equity shares having a par value of C10/- per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Note 3 (i) : Amount received in excess of face value of the equity shares is recognised in Securities Premium. It will be used as per the provisions of Companies Act, 2013, to issue bonus shares, to provide for premium on redemption of shares, write-off equity related expenses like underwriting costs, etc.

Note 3 (ii) : Surplus in the statement of profit and loss are the profits that the Company has earned till date less any transfers to General Reserve, dividends or other distributions to shareholders. Retained earnings is a free reserve available to the Company.

Additional information pertaining to long term borrowings:

(a) Working Capital Term loan from Indian Bank Limited amounting to C 212.17 lakhs (PY C 227.22 lakhs) is secured against first charge over factory land & building and hypothecation of Plant and machinery, collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of Repo Rate 4.30 % per annum. The loan is repayable in 48 monthly instalments of C 4.90 lakhs starting after a moratorium period of 12 months from first disbursements.

(b) Working Capital Term loan from Indian Bank Limited amounting to C 115.18 lakhs (PY C 116.51 lakhs) is secured against first charge over factory land & building and hypothecation of Plant and machinery, collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of Repo Linked for MSME i.e. 4% 4.35%. The loan is repayable in 48 monthly instalments of C 2.44 Lakhs starting after a moratorium period of 24 months from first disbursements.

(c) Working capital demand loan from Indian Bank amounting to C Nil (PY C 13.80 lakhs) is secured by extension of charges on the primary and collateral security (present & future) and existing personal guarantees for Cash credit facilities). They carry interest rate of MCLR (1 Year) 2.50% Spread per annum. The loan is repayable in 30 equated monthly installments amounting to C 3.45 lakhs after the Moratorium period of 6 months from disbursement.

(d) Working Capital Term loan from Punjab National Bank amounting to C147.29 lakhs (PY C 150.13 lakhs) is secured against first charge over factory land & building and hypothecation of Plant and machinery, collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of RLLR 1.10 % Spread subject to maximum of 9.25%. The loan is repayable in 48 monthly instalments of C 3.18 lakhs each after the moratorium period of 24 months from first disbursements.

(e) Working Capital Term loan from Punjab National Bank amounting to C 196.39 lakhs (PY C 288.06 lakhs) is secured against first charge over factory land & building and hypothecation of Plant and machinery, collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of RLLR 1% Spread. The loan is repayable in 36 monthly instalments of C 8.47 lakhs each after the moratorium period of 12 months from first disbursements.

(f) Term loan from bank of Baroda amounting to C 223.62 lakhs (PY C 22.66) is a part of overall sanctioned term loan of C 720.00 lakhs. It is secured against first charge of respective plant and machinery financed out of the respective loan. It carries interest rate of BRLLR SP 0.25% 1.25 % Spread per annum and is repayable in 48 equal monthly installment starting from the date of disbursement of each loan.

(g) Finance lease obligation from amounting to C 377.93 lakhs (PY C 60.32 lakhs) are secured against respective leased assets. Lease rentals are payable on monthly basis for total tenure of 48 months

(h) Vehicle loans from banks amounting to C 173.20 lakhs (PY C 140.59 lakhs) are secured against respective vehicles. They carry interest rate ranging between 7.36% to 9.80% per annum. The Instalments period of the loans ranges between 46 months to 60 months.

(i) Unsecured loans from banks and non-banking financial companies are repayable over a period of 1 to 3 years and carries interest rate ranging from 11.75% to 18% per annum.

Additional information pertaining to short term borrowings :

Cash credit facility from banks amounting to C 2,139.40 lakhs (PY C 2,552.03 lakhs) is secured against pari passu charges over Hypothecation of stock of raw material, work in progress, finished goods, stores & spares and receivables and collateral security of factory land and building, equitable mortgage of various immovable properties of directors & their relatives, hypothecation of immovable assets and personal guarantee of directors.

Note 13(i) : During the year, 3 wholly owned subsidiary Companies have applied for Strike Off with Registrar of Companies (ROC). These Companies could not commenced operation since their incorporation due to technical difficulties in mobilisation of the required resources to decentralise the operations of the Company. Accordingly, the Company has written of the investments of initial equity investments of C 1 lakh in each subsidiary Company.

Note 29 : In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

Note 30 : Contingent Liabilities		(C In Lakhs)
Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
(i) Disputed VAT/CST liabilities	743.81	725.31
(ii) Disputed income tax liabilities	658.17	24.03
(iii) Disputed goods and service tax liabilities	639.93	-
Total	2,041.91	749.33

Note 30A : During the financial year 2022-23, a search operation under the Central Goods and Service Tax Act, 2017 was conducted at the premises of the Company by the Department of Directorate General of GST Intelligence. During the search operation, the Company has paid C 250.00 lakhs "Under Protest” by reversal of input tax credit through filing of DRC-03. The Company has submitted all the details and documents asked for verification by the department from time to time. The management has replied to the show cause notice of Department received during the year. The management is confident for its outcome in the Company''s favour and receipt back of amount paid under protest and hence no provision for the same is considered necessary in the books of accounts. Disputed liability amounting to C 592.85 lakhs as per show cause notice has been disclosed as contingent liabilities in note 30.

Note 30B : Bank Guarantee amounting to C 5,948.03 lakhs (PY C 5,517.91 lakhs)

Note 31 : Capital Commitments

Capital Commitments (Net off advances) is Amounting to C 42.79 lakhs (P.Y. C 28.86 lakhs)

Note 32 : Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. A CSR committee has been formed by the company as per the Act. Following are the disclosures in respect of CSR expenditure by the Company :

(B) Disclosures in respect of finance leases are given as follows:

In accordance with Accounting Standard - 19 : Leases, the assets acquired on finance lease are capitalized in the books of accounts and the liability is recognized for an equivalent amount. Consequently depreciation is provided on such leases. Lease rentals paid are allocated to the liability account and the interest is charged to the profit and loss account.

Note 35 : Segment Reporting

In accordance with the requirements of Accounting Standard 17 "Segment Reporting”, the Company is mainly engaged in the business of "design, engineering, fabrication, supply and installation of facade systems” and all other activities of the company revolve around the main business and as such, there are no separate reportable segments that require reporting under Accounting Standard 17 on "Segment Reporting".

(e) Reconciliation of Quarterly Returns submitted to Banks :

The Company has availed credit facilities from Punjab National Bank, Indian Bank & Bank of Baroda against security of its Current Assets. The Company has filed all returns regularly. There has been no material differences and the amount as per books of account are in agreement with amount as reported in quarterly returns except as mentioned herein below :

(f) The Company did not have any transactions with Companies which are struck off.

(g) The Company has not made any delay in Registration of Charges under the Companies Act, 2013.

(h) The Company does not own benami properties. Further, there are no proceedings which have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(i) The Company has not traded or invested in Crypto currency or Virtual Currency during reporting period.

(j) There were no Scheme of Arrangements entered by the Company during each reporting period, which required approval from the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

(k) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

Note 38 : Disclosure with regards to section 186 of the Companies Act, 2013

(a) The company has not granted loan or provided any guarantee or security to anybody corporate under Section 186 of the Companies Act, 2013.

(b) For the purpose of disclosure w.r.t. Investments made by the Company - Refer Note 13 above

Note 40: Previous year figures have been re-grouped/ re-classified and or re-arranged wherever considered necessary to confirm Current period''s figures.

---

Mar 31, 2018

a. Terms & conditions

The Company has only one class of equity shares having a par value of Rs.10/- per share. Each holder of equity share is entitled to on e-vote per share.

In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

b. During the year, the Company has increased authorised share capital from Rs. 11,00,00,000 (divided into 1,10,00,000 equity shares of face value of Rs.10/- each) to Rs.17,00,00,000 (divided into 1,70,00,000 equity shares of the face value of Rs.10/- each) and further to Rs.21,00,00,000 (divided into 2,10,00,000 equity shares of the face value of Rs.10A each) vide resolution passed in the extra-ordinary general meeting of the Company held on 29th January, 2018 and 21st February, 2018 respectively.

c. During the year, the Company has allotted 13,89,000 equity shares of Rs.10/- each at a premium of Rs.62/- per share under private placement by conversion of their unsecured loan into equity vide resolution passed in the meeting of board of directors of the Company held on 24th February, 2018.

d. Also, the Company has alloted 15,32,258 equity shares of Rs.10/- each at a premium of Rs.52/- per share by way of private placement vide resolution passed in the meeting of board of directors of the Company held on 7th March, 2018.

g. Post Balance Sheet Event

Post Balance Sheet date, the Company has issued 56,60,800 equity shares of face value of Rs.10/- each at a premium of Rs.62/- per share total issue size amounting to Rs. 40.76 Crores, through Initial Public Offer (IPO) vide their members approval in the Extra-Ordinary General Meeting of the Company held on 17th February, 2018, pursuant to Section 62(1 )(c) and all other applicable provision of Companies Act, 2013, Companies (Prospectus and Allotment of the Securities) Rules, 2014 and in accordance with the provisions of Chapter X(B) of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirement) Regulations, 2009, which was fully subscribed. Consequently, the equity shares of the company has got listed on theSME platform of BSE Limited w.e.f. 24th May, 2018.

Additional information pertaining to long term borrowings:

a. Term Loan- II from Oriental Bank of Commerce amounting to Rs. Nil (P.Y Rs.50,28,079/-) was secured against first charge over Factory Land & Building and Hypothecation of Machinery to be purchased out of term loan and collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carried an interest rate of 3.25% over base rate plus term premium of 0.50%. The Loan was repayable in 60 monthly installments of Rs.8,35,000/- each after the 9 months from first disbursements and last installment of Rs.7,35,000/-. The loan is fully repaid during the year.

b. Term Loan- III from Oriental Bank of Commerce amounting to Rs.1,85,66,263/- (P.Y. Rs.2,64,59,974/-) is secured against first charge over Factory Land & Building and Hypothecation of Machinery to be purchased out of term loan and collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of 3.25% over base rate plus term premium of 0.50%. The Loan is repayable in 84 monthly installments of Rs.5,95,000/- each after the 9 months from first disbursements.

c. Vehicle Loan from various banks amounting to Rs.64,82,247/- (P.Y Rs.88,07,293/-) are secured against respective vehicles. They carry interest rate ranging between 9% to 11.50% per annum. The Installments period of the loans ranges between 46 months to 60 months.

d. Loan from Deutsche Bank amounting to Rs.4,92,275/- (RY. Rs.23,10,778/-) is unsecured. It carries interest rate of 4% over base rate. The Loan is repayable in 36 monthly installments of Rs.1,70,039/-each starting from the month of disbursement.

e. Intercorporate Deposits amounting to Rs.15,00,00,000/- (RY.15,00,00,000/-) is unsecured and interest free. The same is repayable after 5 years from the date of disbursement i.e. upto 31st March, 2021.

f. Loan from Directors & Relatives and Intercorporate Deposits amounting to Rs.2,42,14,812/- (RY. Rs. 12,20,16,672/-) are unsecured and interest free. The same are repayable after 31st March, 2019.

Additional information pertaining to short term borrowings:

a. Cash Credit facility from Oriental Bank of Commerce amounting to Rs.22,20,40,959/- (P.Y. Rs. 18,73,99,335/-) is secured against paripassu charges over Hypothecation of stock of raw material, work in progress, finished goods, stores & spares and receivables and collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personaI guarantee of directors. It carries interest rate of 3.25% over base rate.

b. Cash Credit facility from Syndicate Bank amounting to Rs. Nil (P.Y. Rs.10,17,81,240) is secured against paripassu charges over Hypothecation of stock of raw material, work in progress, finished goods, stores & spares and receivables and collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of 3.25% over base rate.

c. Cash Credit facility from Indian Bank amounting to Rs. 11,59,69,085/- (P.Y. Rs.Nil) is secured against paripassu charges over Hypothecation of stocks of raw materials, work in progress, finished goods, stores & spares and receivables and collateral security of equitable mortgage of various immovable properties of directors, hypothecation of immovable assets and personal guarantee of directors. It carries interest rate of 3% over one year MCLR of the bank.

d. Loan from Others comprising of Inter Corporate Deposits amounting to Rs. Nil/-(P.Y Rs.2,15,26,116/-) were unsecured. They carried interest rates ranging from 9.50% to 13.50% p.a. The same have been squared off during the year.

Note 1: In the opinion of the Board the Current Assets, Loans & Advances are realisable in the ordinary course of business atleast equal to the amount at which they are stated in the Balance Sheet. The provision for all known liabilities is adequate and not in excess of amount reasonably necessary.

Note 2: During the year, the company is concerted into a Limited Company from Private Limited Company with effect from 15th February, 2018 and fresh incorporation certificate has been received from Registrar of Companies, Mumbai,

Note 3: Previous year figures have been re-grouped/ re-classified and or re-arranged wherever considered necessary to confirm Current period’s figures.